SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
ALBERTO-CULVER COMPANY
(Name of Issuer)
CLASS A COMMON STOCK, $.22 PAR VALUE PER SHARE
(Title of Class of Securities)
013068200
(CUSIP Number)
Marshall E. Eisenberg (312) 269-8020 Carol L. Bernick (708) 450-3051
NEAL, GERBER & EISENBERG 2525 Armitage Avenue
Two North LaSalle Street, Suite 2200 Melrose Park, Illinois 60160
Chicago, Illinois 60602
------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 12, 1996
(Date of Event which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box .
Check the following box if a fee is being paid with the statement . (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this Statement,including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter disclosure
provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following page(s))
Page 1 of 5 Pages
<PAGE>
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CUSIP NO. 013068200 13D Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CAROL L. BERNICK
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a)
(b) X
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3 SEC USE ONLY
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4 SOURCE OF FUNDS *
Not applicable
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
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7 SOLE VOTING POWER
NUMBER OF 1,056,924**
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8 SHARED VOTING POWER
SHARES BENEFICIALLY
814,252**
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OWNED BY EACH 9 SOLE DISPOSITIVE POWER
1,056,924**
REPORTING
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10 SHARED DISPOSITIVE POWER
PERSON WITH
814,252**
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,871,176**
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
X
* Excluded are 220,550 Class A shares (including immediately
exercisable options to acquire 95,550 Class A shares) and 300,000
Class B shares held directly by Bernick's spouse. Bernick
disclaims beneficial ownership of such shares.
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).
15%
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14 TYPE OF REPORTING PERSON *
IN
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* SEE INSTRUCTIONS BEFORE FILLING OUT!
** Includes shares of Class B Common Stock, $.22 par value per share
("Class B shares"), which are immediately convertible at the holder's
option on a share for share basis into Class A shares and also includes
options which are exercisable currently or within 60 days to acquire
Class A shares.
<PAGE>
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CUSIP NO. 013068200 13D Page 3 of 5 Pages
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Item 1. Security and Issuer.
Title of Class of Securities: Class A Common Stock, .22 par value per share
(the "Class A shares")
Name and Address of Issuer: Alberto-Culver Company (the "Company")
2525 Armitage Avenue
Melrose Park, IL 60160
Item 2. Identity and Background.
(a) Name of Person Filing: Carol L. Bernick ("Bernick")
(b) Address: 2525 Armitage Avenue
Melrose Park, IL 60160
(c) Principal Business: Bernick, an individual, is a Director and
Executive Vice-President
and Assistant Secretary of
the Company and President
of Alberto-Culver USA,
Inc., a subsidiary of the
Company.
(d) Prior Criminal Convictions: None
(e) Prior Civil Proceedings With
Respect to Federal or State
Securities Laws: None
(f) Place of Organization: U.S. Citizen
Item 3. Source and Amount of Funds or Other Consideration.
Not applicable. On February 21, 1996, Bernick, as co-trustee of the LHL
April, 1994 Grantor Annuity Trust (the "LHL Trust"), u/a/d 4/11/94, fbo
Leonard H. Lavin, Bernick's father ("Mr. Lavin"), transferred 140,267
Class B shares to Mr. Lavin as beneficiary. Similarly, on February 21,
1996, Bernick, as co-trustee of the BEL April, 1994 Grantor Annuity
Trust (the "BEL Trust"), u/a/d 4/11/94, fbo Bernice E. Lavin, Bernick's
mother ("Mrs. Lavin"), transferred 140,267 Class B shares to Mrs. Lavin
as beneficiary.
On April 12, 1996, Bernick, as co-trustee of the LHL Trust, transferred
103,029, 103,029 and 103,028 Class B shares to herself as trustee or
co-trustee of the KSL GRAT Trust, u/a/d 9/15/93, fbo of her sister (the
"KSL Trust"), the SJL GRAT Trust, u/a/d 9/15/93, fbo of her brother
("the SJL Trust"), and the CLB GRAT Trust, u/a/d 9/15/93, fbo of
herself (the "CLB Trust"), respectively. Lastly, on April 12, 1996,
Bernick, as co-trustee of the BEL Trust, transferred 103,029, 103,028
and 103,029 Class B shares to herself as trustee or co-trustee of the
KSL Trust, SJL Trust and CLB Trust, respectively.
Item 4. Purpose of Transaction.
Transfers of securities were caused by trust funding and for the Lavin
family's estate planning rather than corporate purposes. None of the
securities were acquired for the purpose of effecting any of the
actions listed in this item.
Item 5. Interest in Securities of the Issuer.
(a) (i) Amount of Class A Shares Beneficially Owned:
1,871,176 shares total: 219,204 Class A shares
(includes 142,966 shares subject to immediately
exercisable options) and 180,104 Class B shares held
directly; 303,808 Class B shares held as co-trustee
of the CLB Trust; 303,808 Class B shares held as
trustee of the KSL Trust; 303,808 Class B shares held
as trustee of the SJL Trust; 50,000 shares held as
trustee of an insurance trust; 50,100 Class A shares
and 150,300 Class B shares held as co-trustee of a
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CUSIP NO. 013068200 13D Page 4 of 5 Pages
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trust for Bernick's benefit; 278,044 Class A shares
and 12,000 Class B shares held by Lavin Family
Foundation (a charitable foundation of which Bernick
is the Vice President and a Director); and 20,000
Class A shares held by the Carol and Howard Bernick
Supporting Foundation (a charitable foundation of
which Bernick is the Vice President, Secretary and a
Director).
(ii) Percentage of Class A Shares Beneficially Owned: 15%
total: 3.52% directly; 2.68% as co-trustee of the CLB
Trust; 2.68% as trustee of the KSL Trust; 2.68% as
trustee of the SJL Trust; .45% as trustee of an
insurance trust; 1.79% as co-trustee of a trust for
Bernick's benefit; 2.63% by Lavin Family Foundation;
and .12% by the Carol and Howard Bernick Supporting
Foundation (based on 11,029,450 Class A shares
outstanding as of March 31, 1996).**
** Pursuant to Rule 13d-3(d)(1)(i) of the Securities
Exchange Act of 1934, as amended, the following
calculations assume that all Class B shares
beneficially owned by Bernick have been converted
into Class A shares and that all options held by
Bernick which are either exercisable currently or
within 60 days have been exercised.
(b) Number of Shares as to Which Such Person Has:
(i) Sole power to vote: 1,056,924
(ii) Shared power to vote: 814,252(1)
(iii) Sole power to dispose: 1,056,924
(iv) Shared power to dispose 814,252(1)
(1) Bernick shares the power to vote and dispose of the 278,044 Class A
shares and 12,000 Class B shares held by Lavin Family Foundation with her
parents, Mr. Lavin and Mrs. Lavin. Bernick, in her capacity as co-
trustee of a trust for her benefit, shares the power to vote and dispose
of 50,100 Class A shares and 150,300 Class B shares held by such trust
with Mrs. Lavin as co-trustee and Bernick shares the power to vote and
dispose of 20,000 Class A shares held by the Carol and Howard Bernick
Supporting Foundation with Howard Bernick, her husband as well as other
members of the Board of the Directors of this Foundation. Bernick shares
the power to vote and dispose of the shares in the CLB Trust with
Marshall E. Eisenberg. Certain information regarding Mr. Lavin, Mrs.
Lavin, Mr. Bernick and Mr. Eisenberg is presented below:
(i) Name of Person: (1) Leonard H. Lavin
(2) Bernice E. Lavin
(3) Howard B. Bernick
(4) Marshall E. Eisenberg
(ii)Address: (1),(2) 2525 Armitage Avenue
and (3) Melrose Park, Illinois 61060
(4) Neal, Gerber & Eisenberg
Two North LaSalle St., Suite 2200
Chicago, Illinois 60602
(iii)Principal (1) Leonard H. Lavin, an individual,
Business: is a Director and the Chairman of
the Company.
(2) Bernice E. Lavin, an individual,
is a Director and Vice Chairman,
Secretary and Treasurer of the
Company.
<PAGE>
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CUSIP NO. 013068200 13D Page 3 of 5 Pages
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(3) Howard B. Bernick, an individual,
is a Director and the President
and Chief Executive Officer of the
Company.
(4) Marshall E. Eisenberg, an
individual, is an attorney and a
partner in the law firm, Neal,
Gerber & Eisenberg, Chicago,
Illinois.
(iv) Prior Criminal
Convictions: None.
(v) Prior Civil
Proceedings With
Respect to Federal
or State Securities
Laws: None.
(vi) Place of Organization: U.S. Citizen.
An additional 220,550 Class A shares (including 95,550 shares subject
to immediately exercisable stock options) and 300,000 Class B shares
are held in the name of Bernick's husband. Bernick disclaims beneficial
ownership of such shares and they are not included above.
(c) On February 5 and 6, 1996, Bernick sold 11,640 and 27,300
Class A shares, respectively, at a price of $32.484 and
$32.35, respectively, in open market transactions.
(d) None.
(e) None.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
None.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: May 16, 1996
Signature: /s/ Carol L. Bernick
Name/Title: Carol L. Bernick, Individually; and
as trustee or co-trustee of various
trusts for her benefit or the benefit
of her siblings.
